GTN Textiles Limited has successfully completed an off-market inter se transfer of equity shares between its promoters in compliance with SEBI (Substantial Acquisition of Shares and Takeovers) Regulations 2011. The transaction represents a significant internal restructuring of promoter shareholding within the textile company.

Transaction Details

The share transfer involved 13,11,771 equity shares of Rs. 10 each, representing 11.27% of the company's total paid-up capital. The transaction was executed on March 25, 2026, as a gift transfer between immediate relatives.

Shareholding Changes

The transaction resulted in a complete transfer of Shri Ankur Patodia's shareholding to his wife, Smt Swati Patodia, who is also a promoter of the company. This inter se transfer between immediate relatives qualifies for exemption from open offer requirements under Regulation 10(1)(a)(i) of SEBI SAST Regulations.

Regulatory Compliance

GTN Textiles Limited has ensured full compliance with SEBI regulations throughout the transaction process. The company filed all required disclosures within prescribed timelines and completed necessary regulatory formalities.

Key Compliance Milestones:

• Pre-acquisition disclosure under Regulation 10(5) filed on March 21, 2026
• Stock exchange filing completed on March 24, 2026
• Transaction executed on March 25, 2026
• Post-acquisition disclosure under Regulation 10(6) filed on March 26, 2026
• Final report under Regulation 10(7) submitted on April 13, 2026

Fee Payment and Documentation

The company has paid the prescribed fee of Rs. 1,77,000 (inclusive of GST) to SEBI under Regulation 10(7) on April 13, 2026. The payment was processed under transaction number CCBIVHS1H9WUKX, with SEBI confirming receipt through automated email confirmation.

The transaction documentation includes comprehensive reports filed with BSE Limited, where GTN Textiles shares are listed under scrip code 532744. All required annexures and supporting documents have been submitted to relevant authorities, ensuring complete transparency and regulatory adherence.

Company Information

GTN Textiles Limited, incorporated under CIN L18101KL2005PLC018062, operates from its registered office in Cochin, Kerala. The company maintains ISO 9001:2005 and 14001:2005 certifications and is engaged in textile manufacturing operations.

GTN Textiles Limited has officially communicated to BSE Limited that it does not meet the criteria for Large Corporate classification under recent SEBI regulations governing debt securities issuance.

Regulatory Clarification

The company issued a formal communication on April 6, 2026, addressing SEBI Circular No. SEBI/HO/DDHS/DDHS-RACPOD1/P/CIR/2023/172 dated October 19, 2023. This circular pertains to fund raising by issuance of debt securities by Large Corporates and establishes specific disclosure requirements for companies falling under this category.

Company Position

GTN Textiles Limited explicitly stated that it does not fall under the definition of Large Corporate as outlined in the SEBI circular. Consequently, the disclosure requirements specified in the regulation are not applicable to the company's operations. This clarification ensures compliance transparency and provides clarity to stakeholders regarding the company's regulatory obligations.

Corporate Information

The communication was signed by E.K. Balakrishnan, Company Secretary of GTN Textiles Limited. The company maintains its registered office at 61/464, 6th Floor, Palal Towers, Ravipuram, MG Road, Cochin 682016, Kerala, with additional marketing operations from the 3rd Floor of the same building complex.

Compliance Framework

The company's proactive communication demonstrates adherence to regulatory transparency requirements. By clarifying its non-applicability status under the SEBI circular, GTN Textiles Limited has provided clear guidance to investors and regulatory authorities regarding its current compliance framework for debt securities-related activities.